Form N-PX

Annual Report of Proxy Voting Record of

Copley Fund, Inc.

Investment Company Act File No.: 811-2815

Registrant

Copley Fund, Inc.

5348 Vegas Drive

Las Vegas NV 89108

Agent for Service

Fiscal Year end: February 28, 2009

Date of Reporting Period: July 1, 2008 to June 30, 2009

Name	Ticker	CUSIP	Meeting Date	Item Description	Proponent (Management/ Shareholder)	Voted? (Yes/No)	Vote Cast	With or Against Mgt Rec
Alliant Energy	LNT	18802108	5/14/2009	Election of Directors:
Corporation				Ann K. Newhall	Management	Yes	For	With
				Dean C. Oestreich	Management	Yes	For	With
				Carol P. Sanders	Management	Yes	For	With
	LNT			Ratify Appt-Deloitte & Touche LLP	Management	Yes	For	With
Ameren Corporation	AEE	23608102	4/28/2009	Election of Directors:
				Stephen F. Brauer	Management	Yes	For	With
				Susan S. Elliott	Management	Yes	For	With
				Ellen M. Fitzsimmons	Management	Yes	For	With
				Walter J. Galvin	Management	Yes	For	With
				Gayle P.W. Jackson	Management	Yes	For	With
				James C. Johnson	Management	Yes	For	With
				Charles W. Mueller	Management	Yes	For	With
				Douglas R. Oberhelman	Management	Yes	For	With
				Gary L. Rainwater	Management	Yes	For	With
				Harvey Saligman	Management	Yes	For	With
				Patrick T. Stokes	Management	Yes	For	With
				Thomas R. Voss	Management	Yes	For	With
				Jack D. Woodard	Management	Yes	For	With
	AEE			Ratify Appt Ind Reg Public Accts	Management	Yes	For	With
	AEE			Releases from Callaway Plant	Shareholder	Yes	Against	With
American Electric	AEP	25537101	4/28/2009	Election of Directors:
Power Company, Inc.				E.R. Brooks	Management	Yes	For	With
				Donald M. Carlton	Management	Yes	For	With
				Ralph D. Crosby Jr.	Management	Yes	For	With
				Linda A. Goodspeed	Management	Yes	For	With
				Thomas E. Hoaglin	Management	Yes	For	With
				Lester A. Hudson Jr.	Management	Yes	For	With
				Michael G. Morris	Management	Yes	For	With
				Lionel L. Nowell III	Management	Yes	For	With
				Richard L. Sandor	Management	Yes	For	With
				Kathryn D. Sullivan	Management	Yes	For	With
				Sara Martinez	Management	Yes	For	With
				John F. Turner	Management	Yes	Against	Against
	AEP			Approve Amendment to Cert of Inc	Management	Yes	For	With
	AEP			Ratify Appt-Deloitte & Touche LLP	Management	Yes	For	With
Arthur J. Gallagher	AJG	363576109	5/12/2009	Election of Directors:
& Co.				Frank E. English Jr.	Management	Yes	For	With
				J.P. Gallagher Jr.	Management	Yes	For	With
				Ilene S. Gordon	Management	Yes	For	With
				James R. Wimmer	Management	Yes	For	With
	AJG			Ratify Appt-Ernst & Young LLP	Management	Yes	For	With
	AJG			Approval-Long Term Incentive Plan	Management	Yes	For	With
AT&T Inc.	T	00206R102	4/24/2009	Election of Directors:
				Randall L. Stephenson	Management	Yes	For	With
				William F. Aldinger III	Management	Yes	For	With
				Gilbert P. Amelio	Management	Yes	For	With
				Reuben V. Anderson	Management	Yes	For	With
				James H. Blanchard	Management	Yes	For	With
				August A. Busch III	Management	Yes	For	With
				Jaime Chico Pardo	Management	Yes	Against	Against
				James P. Kelly	Management	Yes	For	With
				Jon C. Madonna	Management	Yes	For	With
				Lynn M. Martin	Management	Yes	Against	Against
				John B. McCoy	Management	Yes	For	With
				Mary S. Metz	Management	Yes	For	With
				Joyce M. Roche	Management	Yes	For	With
				Laura D'Andrea Tyson	Management	Yes	For	With
				Patricia P. Upton	Management	Yes	For	With
	T			Ratify Appt Ind Auditors	Management	Yes	For	With
	T			Amendment-Increase Auth Shares	Management	Yes	For	With
	T			Report on Political Contributions	Shareholder	Yes	Against	With
	T			Special Stockholder Meetings	Shareholder	Yes	Against	With
	T			Cumulative Voting	Shareholder	Yes	Against	With
	T			Bylaw Req Indepedent chairman	Shareholder	Yes	Against	With
	T			Advisory Vote on compensation	Shareholder	Yes	Against	With
	T			Pension Credit Policy	Shareholder	Yes	Against	With
BP P.L.C.	BP	55622104	4/16/2009	Election of Directors:
				Mr. A. Burgmans	Management	Yes	For	With
				Mrs. C.B. Carroll	Management	Yes	For	With
				Sir William Castell	Management	Yes	For	With
				Mr. I.C. Conn	Management	Yes	For	With
				Mr. G. David	Management	Yes	For	With
				Mr. E.B. Davis Jr.	Management	Yes	For	With
				Mr. R. Dudley	Management	Yes	For	With
				Mr. D.J. Flint	Management	Yes	For	With
				Dr. B.E. Grote	Management	Yes	For	With
				Dr. A.B. Hayward	Management	Yes	For	With
				Mr. A.G. Inglis	Management	Yes	For	With
				Dr. D.S. Julius	Management	Yes	For	With
				Sir Tom McKillop	Management	Yes	For	With
				Sir Ian Prosser	Management	Yes	For	With
				Mr. P.D. Sutherland	Management	Yes	For	With
	BP			Receive Dir Annual Rpt/Accts	Management	Yes	For	With
	BP			Approve Dir Remuneration Rpt	Management	Yes	For	With
	BP			Re-Appt Ernst & Young LLP &	Management	Yes	For	With
				Auth Board to fix their remuneration
	BP			Give Limited Authority for Company	Management	Yes	For	With
				to Purchase its own shares
	BP			Give Limited Authority to Allot	Management	Yes	For	With
				Shares to a Specified Amount
	BP			Give Authority to Allot a Limited	Management	Yes	For	With
				Number of Shares Cash Free of
				Pre-Emption Rights
	BP			Authorize calling General Meetings	Management	Yes	For	With
Bristol-Myers	BMY	110122108	5/5/2009	Election of Directors:
Squibb Company				L. Andreotti	Management	Yes	For	With
				L.B. Campbell	Management	Yes	For	With
				J.M. Cornelius	Management	Yes	For	With
				L.J. Freeh	Management	Yes	For	With
				L.M. Gilmcher MD	Management	Yes	For	With
				M. Grobstein	Management	Yes	For	With
				L. Johannson	Management	Yes	For	With
				A.J. Lacy	Management	Yes	For	With
				V.L. Slato PhD	Management	Yes	For	With
				T.D. West Jr.	Management	Yes	For	With
				R.S. Williams MD	Management	Yes	For	With
	BMY			Ratify Independent Accounting Firm	Management	Yes	For	With
	BMY			Executive Compensation Disclosure	Shareholder	Yes	Against	With
	BMY			Simple Majority Vote	Shareholder	Yes	Against	With
	BMY			Special Shareowner Meetings	Shareholder	Yes	Against	With
	BMY			Executive Comp Advisory Vote	Shareholder	Yes	Against	With
Chevron Corporation	CVX	166764100	5/27/2009	Election of Directors:
				S.H. Armacost	Management	Yes	For	With
				L.F. Deilly	Management	Yes	For	With
				R.E. Denham	Management	Yes	For	With
				R.J. Eaton	Management	Yes	For	With
				E. Hernandez	Management	Yes	For	With
				F.G. Jenifer	Management	Yes	For	With
				S. Nunn	Management	Yes	For	With
				D.J. O'Reilly	Management	Yes	For	With
				D.B. Rice	Management	Yes	For	With
				K.W. Sharer	Management	Yes	For	With
				C.R. Shoemate	Management	Yes	For	With
				R.D. Sugar	Management	Yes	For	With
				C. Ware	Management	Yes	For	With
				J.S. Watson	Management	Yes	For	With
	CVX			Ratify Ind Reg Public Acctg Firm	Management	Yes	For	With
	CVX			Approval-Terms of Incentive Plan	Management	Yes	For	With
	CVX			Approval-Terms of Long-Term	Management	Yes	For	With
				Incentive Plan
	CVX			Speical Stockholder Meetings	Shareholder	Yes	Against	With
	CVX			Advisory Vote-Summ Comp Table	Shareholder	Yes	Against	With
	CVX			Greenhouse Gas Emissions	Shareholder	Yes	Against	With
	CVX			Country Selection Guidelines	Shareholder	Yes	Against	With
	CVX			Human Rights Policy	Shareholder	Yes	Against	With
	CVX			Host Country Laws	Shareholder	Yes	Against	With
Delta Natural Gas	DGAS	247748106	11/20/2008	Election of Directors:
Company, Inc.				Glenn R. Jennings	Management	Yes	For	With
				Lewis N. Melton	Management	Yes	For	With
				Arthur E. Walker Jr.	Management	Yes	For	With
	DGAS			Election of Directors Annually &	Management	Yes	For	Against
	DGAS			Eliminate Director Classes with
				staggered terms
Dominion	D	25746U109	5/5/2009	Election of Directors:	Management	Yes	For	With
Resources, Inc.				Peter W. Brown	Management	Yes	For	With
				George A. Davidson Jr.	Management	Yes	For	With
				Thomas F. Farrell II	Management	Yes	For	With
				John W. Harris	Management	Yes	For	With
				Robert S. Jepson Jr.	Management	Yes	For	With
				Mark J. Kington	Management	Yes	For	With
				Benjamin J. Lambert III	Management	Yes	For	With
				Margaret A. McKenna	Management	Yes	For	With
				Frank S. Royal	Management	Yes	For	With
				David A. Wollard	Management	Yes	For	With
	D			Ratify Appt-Ind Auditors for 2009	Management	Yes	For	With
	D			Approve adoption of amend/restated	Management	Yes	For	With
				2005 Incentive Compensation Plan	Management	Yes	For	With
	D			80% fossil-fuel-free generation by 2020	Shareholder	Yes	Against	With
	D			Advisory Vote on Exec Compensation	Shareholder	Yes	Against	With
	D			Exec Supplemental Retirement	Shareholder	Yes	Against	With
				Benefits
DTE Energy	DTE	233331107	4/30/2009	Election of Directors:
Company				Gerard M. Anderson	Management	Yes	For	With
				John E Lobbia	Management	Yes	For	With
				Eugene A Miller	Management	Yes	For	With
				Mark A Murray	Management	Yes	For	With
				Charles W Pryor Jr	Management	Yes	For	With
				Ruth G Shaw	Management	Yes	For	With
	DTE			Ind Accounting Firm -	Management	Yes	For	With
				Pricewaterhousecoopers LLP
	DTE			Political contributions	Shareholder	Yes	Against	With
	DTE			Election of Directors-Majority Vote	Shareholder	Yes	For	With
Duke Energy	DUK	26441C105	5/7/2009	Election of Directors:
Corporation				William Barnet III	Management	Yes	For	With
				G Alex Berhardt Sr	Management	Yes	For	With
				Michael G Browning	Management	Yes	For	With
				Daniel R Dimicco	Management	Yes	For	With
				Ann Maynard Gray	Management	Yes	For	With
				James H Hance Jr	Management	Yes	For	With
				James T Rhodes	Management	Yes	For	With
				James E Rogers	Management	Yes	For	With
				Philip R Sharp	Management	Yes	For	With
				Dudley S Taft	Management	Yes	For	With
	DUK			Ratify Appt-Deloitte & Touche LLP	Management	Yes	For	With
Exelon Corporation	EXC	30161N101	4/28/2009	Election of Directors:
				John A Canning Jr	Management	Yes	For	With
				M Walter D'Alessio	Management	Yes	For	With
				Bruce Demars	Management	Yes	For	With
				Nelson A Diaz	Management	Yes	For	With
				Rosemarie B Greco	Management	Yes	For	With
				Paul L Joskow	Management	Yes	For	With
				John M Palms	Management	Yes	For	With
				John W Rogers Jr	Management	Yes	For	With
				John W Rowe	Management	Yes	For	With
				Stephen D Steinour	Management	Yes	For	With
	EXC			Renewal of Incentive Plan	Management	Yes	For	With
	EXC			Ratify Appt-Pricewaterhousecoopers	Management	Yes	For	With
	EXC			Report showing action to reduce	Shareholder	Yes	Against	With
				global warming
Exxon Mobil	XOM	30231G102	5/27/2009	Election of Directors:
Corporation				M J Boskin	Management	Yes	For	With
				L R Faulkner	Management	Yes	For	With
				K C Frazier	Management	Yes	For	With
				W W George	Management	Yes	For	With
				R C King	Management	Yes	For	With
				M C Nelson	Management	Yes	For	With
				S J Palmisano	Management	Yes	For	With
				S S Reinemund	Management	Yes	For	With
				R W Tillerson	Management	Yes	For	With
				E E Whitacre Jr.	Management	Yes	For	With
	XOM			Ratify Independent Auditors	Management	Yes	For	With
	XOM			Cumulative Voting	Shareholder	Yes	Against	With
	XOM			Special Shareholder Meetings	Shareholder	Yes	Against	With
	XOM			Incorporate in North Dakota	Shareholder	Yes	Against	With
	XOM			Board chairman and CEO	Shareholder	Yes	Against	With
	XOM			Shareholder Vote-Exec Compensation	Shareholder	Yes	Against	With
	XOM			Exec Compensation Report	Shareholder	Yes	Against	With
	XOM			Corporate Sponsorships Report	Shareholder	Yes	Against	With
	XOM			Amendment of EEO Policy	Shareholder	Yes	Against	With
	XOM			Greenhouse Gas Emissions Goals	Shareholder	Yes	Against	With
	XOM			Climate Change/Technology Report	Shareholder	Yes	Against	With
	XOM			Renewable Energy Policy	Shareholder	Yes	Against	With
FirstEnergy Corp	FE	337932107	5/19/2009	Election of Directors:
				Paul T Addison	Management	Yes	For	With
				Anthony J Alexander	Management	Yes	For	With
				Michael J Anderson	Management	Yes	For	With
				Dr Carol A Cartwright	Management	Yes	For	With
				William T Cottle	Management	Yes	For	With
				Robert B Heisler Jr	Management	Yes	For	With
				Ernest J Novak Jr	Management	Yes	For	With
				Catherine A Rein	Management	Yes	For	With
				George M Smart	Management	Yes	For	With
				Wes M Taylor	Management	Yes	For	With
				Jesse T Williams Sr	Management	Yes	For	With
	FE			Adopt Simple Majority Vote	Shareholder	Yes	Against	With
	FE			Reduce Percentage of Shares	Shareholder	Yes	Against	With
				Required to call Special SH Meeting
	FE			Establish Shareholder Proponent	Shareholder	Yes	Against	With
				Engagement Process
	FE			Adopt a Majority Vote Standard for	Shareholder	Yes	Against	With
				the Election of Directors
FPL Group Inc	FPL	302571104	5/22/2009	Election of Directors:
				Sherry S Barrat	Management	Yes	For	With
				Robert M Beall II	Management	Yes	For	With
				J Hyatt Brown	Management	Yes	For	With
				James L Camaren	Management	Yes	For	With
				J Brian Ferguson	Management	Yes	For	With
				Lewis Hay III	Management	Yes	For	With
				Toni Jennings	Management	Yes	For	With
				Oliver D Kingsley Jr	Management	Yes	For	With
				Rudy E Schupp	Management	Yes	For	With
				Michael H Thaman	Management	Yes	For	With
				Hansel E Tookes II	Management	Yes	For	With
				Paul R Tregurtha	Management	Yes	For	With
	FPL			Ratify Appt-Deloitte & Touche LLP	Management	Yes	For	With
	FPL			Approval-Material Terms-Incentive Plan	Management	Yes	For	With
Frontier	FTR	35906A108	6/14/2009	Election of Directors:
Communications				Kathleen Q Abernathy	Management	Yes	For	With
Corp				Leroy T Barnes Jr	Management	Yes	For	With
				Peter C B Bynoe	Management	Yes	For	With
				Michael T Dugan	Management	Yes	For	With
				Jeri B Finard	Management	Yes	For	With
				Lawton Wehle Fitt	Management	Yes	For	With
				William M Kraus	Management	Yes	For	With
				Howard L Schrott	Management	Yes	For	With
				Larraine D Segil	Management	Yes	For	With
				David H Ward	Management	Yes	For	With
				Myron A Wick III	Management	Yes	For	With
				Mary Agnes Wilderotter	Management	Yes	For	With
	FTR			2009 Equity Incentive Plan	Management	Yes	For	With
	FTR			Consider/Vote on Stockholder	Management	Yes	For	Against
				Proposal, if presented at meeting
	FTR			Ratify Appt-KPMG LLP	Management	Yes	For	With
Great Plains	GXP			Election of Directors:	Management	Yes	For	With
Energy				D L Bodde	Management	Yes	For	With
Incorporated				M J Chesser	Management	Yes	For	With
				W H Downey	Management	Yes	For	With
				R C Ferguson Jr	Management	Yes	For	With
				G D Forsee	Management	Yes	For	With
				J A Mitchell	Management	Yes	For	With
				W C Nelson	Management	Yes	For	With
				L M Talbott	Management	Yes	For	With
				R H West	Management	Yes	For	With
	GXP			Ratify Appt-Deloitte & Touche LLP	Management	Yes	For	With
	GXP			Amend Art of Inc Re: Increase number	Management	Yes	For	With
				of Authorized shares of Common
				Stock
Integrys Energy	TEG	45822P105	5/13/2009	Election of Directors:
Group Inc.				Keith E Bailey	Management	Yes	For	With
				K M Hasselblad-Pascale	Management	Yes	For	With
				John W Higgins	Management	Yes	For	With
				James L Kemerling	Management	Yes	For	With
				Charles A Schrock	Management	Yes	For	With
	TEG			Ratify Appt-Deloitte & Touche LLP	Management	Yes	For	With
JPMorgan Chase	JPM	46625H100	5/19/2009	Election of Directors:
& Co.				Crandall C Bowles	Management	Yes	For	With
				Stephen B Burke	Management	Yes	For	With
				David M Cote	Management	Yes	For	With
				James S Crown	Management	Yes	For	With
				James Dimon	Management	Yes	For	With
				Ellen V Putter	Management	Yes	For	With
				William H Gray III	Management	Yes	Against	Against
				Laban P Jackson Jr	Management	Yes	For	With
				David C Novak	Management	Yes	For	With
				Lee R Raymond	Management	Yes	For	With
				William C Weldon	Management	Yes	For	With
	JPM			Appt Ind Accounting Firm	Management	Yes	For	With
	JPM			Advisory Vote Executive Comp	Management
	JPM			Governmental Service Report	Shareholder	Yes	Against	With
	JPM			Cumulative Voting	Shareholder	Yes	Against	With
	JPM			Special Shareowner Meetings	Shareholder	Yes	Against	With
	JPM			Credit card Lending Practices	Shareholder	Yes	Against	With
	JPM			Changes to KEPP	Shareholder	Yes	Against	With
	JPM			Share Retention	Shareholder	Yes	Against	With
	JPM			Carbon Principles Report	Shareholder	Yes	Against	With
New Jersey	NJR	646025106	1/21/2009	Election of Directors:
Resources				Donal L Correll	Management	Yes	For	With
Corporation				M William Howard Jr	Management	Yes	For	With
				J Terry Strange	Management	Yes	For	With
				George F Zoffinger	Management	Yes	For	With
	NJR			Ratify Appt-Deloitte & Touche LLP	Management	Yes	For	With
Northwest Natural	NWN	667655104	5/28/2009	Election of Directors:
Gas Company				Timothy P Boyle	Management	Yes	For	With
				Mark S Dodson	Management	Yes	For	With
				George J Puentes	Management	Yes	For	With
				Gregg S Kantor	Management	Yes	For	With
	NWN			Ratify Appt-Pricewaterhousecoopers	Management	Yes	For	With
Nstar	NST	67109 E107	4/30/2009	Election of Directors:
				Thomas G Dignan Jr	Management	Yes	For	With
				Martha S Horner	Management	Yes	For	With
				Gerald L Wilson	Management	Yes	For	With
	NST			Ratify Appt-Pricewaterhousecoopers	Management	Yes	For	With
	NST			Amend Section 52 of Trust Dec	Management	Yes	For	With
PPL Corporation	PPL	69351T106	5/20/2009	Election of Directors:
				John W Conway	Management	Yes	For	With
				Alen Deaver	Management	Yes	For	With
				James H Miller	Management	Yes	For	With
	PPL			Ratify Appt of Ind Accounting Firm	Management	Yes	For	With
	PPL			Elect each Director Annually	Shareholder	Yes	For	Against
Progress Energy Inc	PGN	743263105	5/13/2009	Election of Directors:
				James E Bostic Jr	Management	Yes	For	With
				Harris E Deloach Jr	Management	Yes	For	With
				James B Hyler Jr.	Management	Yes	For	With
				William D Johnson	Management	Yes	For	With
				Robert W Jones	Management	Yes	For	With
				W. Steven Jones	Management	Yes	For	With
				E Marie McKee	Management	Yes	For	With
				John H Mullin III	Management	Yes	For	With
				Charles W. Pryor Jr.	Management	Yes	For	With
				Carlos A Saladrigas	Management	Yes	For	With
				Theresa M Stone	Management	Yes	For	With
				Alfred C Tollison Jr	Management	Yes	For	With
	PGN			Ratify Appt-Deloitte & Touche LLP	Management	Yes	For	With
	PGN			Approve 2009 Incentive Plan	Management	Yes	For	With
Public Service	PEG	744573106	4/21/2009	Election of Directors:
Enterprise Group Inc.				Albert R Gamper Jr	Management	Yes	For	With
				Conrad K Harper	Management	Yes	For	With
				Shirley Ann Jackson	Management	Yes	For	With
				David Lilley	Management	Yes	For	With
				Thomas A Renyi	Management	Yes	For	With
				Hak Cheol Shin	Management	Yes	For	With
	PEG			Ratify Appt-Deloitte & Touche LLP	Management	Yes	For	With
Scana Corporation	SCG	80589M102	4/23/2009	Election of Directors:
				James A Bennett	Management	Yes	For	With
				Lynne M Miller	Management	Yes	For	With
				James W Roquemore	Management	Yes	For	With
				Maceo K Sloan	Management	Yes	For	With
				Approval of Ind Accounting Firm	Management	Yes	For	With
Sempra Energy	SRE	816851109	4/30/2009	Election of Directors:
				James G Brocksmith Jr	Management	Yes	For	With
				Richard A Collato	Management	Yes	For	With
				Donald E Felsinger	Management	Yes	For	With
				Wilford D Godbold Jr	Management	Yes	For	With
				William D Jones	Management	Yes	For	With
				Richard G Newman	Management	Yes	For	With
				William G Ouchi	Management	Yes	For	With
				Carlos Ruiz	Management	Yes	For	With
				William C Rusnack	Management	Yes	For	With
				William P Rutledge	Management	Yes	For	With
				Lynn Schenk	Management	Yes	For	With
				Neal E Schmale	Management	Yes	For	With
	SRE			Ratify Appt Ind Accounting Firm	Management	Yes	For	With
	SRE			Advisory Vote on Exec Compensation	Shareholder	Yes	Against	With
	SRE			North Dakota Re-incorporation	Shareholder	Yes	Against	With
The PNC Financial	PNC	693475105	12/23/2008	Approve Issuance of Common Stock	Management	Yes	For	With
Services Group, Inc.				per Agmt and Merger of 10.24.08
	PNC			Approve Adjournment of Special	Management	Yes	For	With
				Meeting  of Shareholders for add'l
				proxies (if needed)
	PNC		4/28/2009	Election of Directors:
				Mr Berndi	Management	Yes	For	With
				Mr Bunch	Management	Yes	For	With
				Mr Chellgren	Management	Yes	For	With
				Mr Clay	Management	Yes	For	With
				Ms James	Management	Yes	For	With
				Mr Kelson	Management	Yes	For	With
				Mr Lindsay	Management	Yes	For	With
				Mr Massano	Management	Yes	For	With
				Ms Pepper	Management	Yes	For	With
				Mr Rohr	Management	Yes	For	With
				Mr Shepard	Management	Yes	For	With
				Ms Steffes	Management	Yes	For	With
				Mr Strigl	Management	Yes	For	With
				Mr Theike	Management	Yes	For	With
				Mr Usher	Management	Yes	For	With
				Mr Walls	Management	Yes	For	With
				Mr Wehmeier	Management	Yes	For	With
	PNC			Approval of Emp Stock Purchase	Management	Yes	For	With
				Plan 1/1/09
	PNC			Ratify Appt-Pricewaterhousecoopers	Management	Yes	For	With
	PNC			Approval-Advisory vote on Exec Comp	Management	Yes	For	With
	PNC			Equity Ownership	Shareholder	Yes	Against	With
The Southern	SO	842587107	5/27/2009	Election of Directors:
Company				J P Baranco	Management	Yes	For	With
				F S Blake	Management	Yes	For	With
				J A Boscia	Management	Yes	For	With
				T F Chapman	Management	Yes	For	With
				H W Habermeyer Jr	Management	Yes	For	With
				V M Hagen	Management	Yes	For	With
				W A Hood Jr	Management	Yes	For	With
				D M James	Management	Yes	For	With
				J N Purcell	Management	Yes	For	With
				D M Ratcliffe	Management	Yes	For	With
				W G Smith Jr	Management	Yes	For	With
				G J St Pe	Management	Yes	For	With
	SO			Ratify Appt-Deloitte & Touche LLP	Management	Yes	For	With
	SO			Amend Bylaw: Majority/Cumulative	Management	Yes	For	With
				Voting
	SO			Amend Inc Certificate Re:	Management	Yes	For	With
				Cumulative Voting
	SO			Environmental Report	Shareholder	Yes	Against	With
	SO			Pension policy	Shareholder	Yes	Against	With
Spectra Energy Corp	SE	847560109	5/7/2009	Election of Directors:
				Gregory L Ebel	Management	Yes	For	With
				Peter B Hamilton	Management	Yes	For	With
				Michael E J Phelps	Management	Yes	For	With
				Amend Cert of Incorporation:	Management	Yes	For	With
				Eliminate Classified Structure of	Management	Yes	For	With
	SE			Board of Directors	Management	Yes	For	With
	SE			Ratify Appt-Deloitte & Touche LLP	Management	Yes	For	With
Sunoco, Inc.	SUN	86764P109	5/7/2009	Election of Directors:
				R J Darnall	Management	Yes	For	With
				G W Edwards	Management	Yes	For	With
				L L Elsenhans	Management	Yes	For	With
				U O Fairbairn	Management	Yes	For	With
				T P Gerrity	Management	Yes	For	With
				R B Greco	Management	Yes	For	With
				J P Jones III	Management	Yes	For	With
				J G Kaiser	Management	Yes	For	With
				J W Rowe	Management	Yes	For	With
				J K Wulff	Management	Yes	For	With
	SUN			Approval of Amended/Restated	Management	Yes	For	With
				Retainer Stock Plan-Outside Directors
	SUN			Ratify Appt-Ernst & Young LLP	Management	Yes	For	With
Verizon	VZ	92343V104	3/9/2009	Election of Directors:
Communications, Inc.				Richard L Carrion	Management	Yes	For	With
				M Frances Keeth	Management	Yes	For	With
				Robert W Lane	Management	Yes	For	With
				Sandra O Moose	Management	Yes	For	With
				Joseph Neubauer	Management	Yes	For	With
				Donald T Nicolaisen	Management	Yes	For	With
				Thomas H O'Brien	Management	Yes	For	With
				Clarence Otis Jr	Management	Yes	For	With
				Hugh B Price	Management	Yes	For	With
				Ivan G Siedenberg	Management	Yes	For	With
				John W Snow	Management	Yes	For	With
				John R Stafford	Management	Yes	For	With
	VZ			Ratify Appt-Ernst & Young LLP	Management	Yes	For	With
	VZ			Advisory Vote Executive Comp	Management	Yes	For	With
	VZ			Long Term Incentive Plan Approval	Management	Yes	For	With
	VZ			Short Term Incentive Plan Approval	Management	Yes	For	With
	VZ			Prohibit Granting Stock Options	Shareholder	Yes	Against	With
	VZ			Shareholder Ability to call Sp Meeting	Shareholder	Yes	Against	With
	VZ			Separate Offices of Chairman/CEO	Shareholder	Yes	Against	With
	VZ			Cumulative Voting	Shareholder	Yes	Against	With
	VZ			Shareholder Approval-Benefits Paid	Shareholder	Yes	Against	With
				After Death
Wal-Mart Stores,	WMT	931142103	6/5/2009	Election of Directors:
Inc.				Alda M Alvarez	Management	Yes	For	With
				James W Breyer	Management	Yes	For	With
				M Michele Burns	Management	Yes	For	With
				James I Cash Jr	Management	Yes	For	With
				Roger C Corbett	Management	Yes	For	With
				Douglas N Daft	Management	Yes	For	With
				Michael T Duke	Management	Yes	For	With
				Gregory B Penner	Management	Yes	For	With
				Allen I Questrom	Management	Yes	For	With
				H Lee Scott Jr	Management	Yes	For	With
				Anne M Sorenson	Management	Yes	For	With
				Jim C Walton	Management	Yes	For	With
				S Robson Walton	Management	Yes	For	With
				Christopher J Williams	Management	Yes	For	With
				Linda S Wolf	Management	Yes	For	With
	WMT			Ratify Appt-Ernst & Young LLP	Management	Yes	For	With
	WMT			Gender Identity Non-discrimination	Shareholder	Yes	Against	With
				Policy
	WMT			Pay for Superior Performance	Shareholder	Yes	Against	With
	WMT			Advisory Vote Executive Comp	Shareholder	Yes	Against	With
	WMT			Political Contributions Report	Shareholder	Yes	Against	With
	WMT			Special Shareowner Meetings	Shareholder	Yes
	WMT			Incentive Comp to be stock options	Shareholder	Yes
WGL Holdings, Inc.	WGL	92924F106	3/5/2009	Election of Directors:
				Michael D Barnes	Management	Yes	For	With
				George P Clancy Jr	Management	Yes	For	With
				J H Degraffenreidt Jr	Management	Yes	For	With
				James W Dyke Jr	Management	Yes	For	With
				Melvyn J Estrin	Management	Yes	For	With
				James F Lafond	Management	Yes	For	With
				Debra L Lee	Management	Yes	For	With
				Terry D McAllister	Management	Yes	For	With
				Karen Hastie Williams	Management	Yes	For	With
	WGL			Ratify Appt-Deloitte & Touche LLP	Management	Yes	For	With
	WGL			Cumulative Voting	Management	Yes	Against	With

SIGNATURES

Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Copley Fund, Inc.

By:  /s/ Irving Levine

        President

Date:  August 31, 2009